Term of Option and Vesting. Subject to earlier forfeiture, termination, acceleration or cancellation of the Option as provided in the Plan or this Agreement, the term of the Option shall be for a period of ten (10) years from the Grant Date. Subject to the provisions of the Plan and this Agreement, the Option shall vest, i.e., become exercisable, at such times and as to such number of shares as determined on the basis of the schedule set forth in Section 17.
Term of Option and Vesting. Subject to the provisions of Sections and below, you may exercise this option at any time during a period of one hundred twenty (120) months from the Date of Grant in accordance with the following schedule:
a. As of the date of grant, you may exercise this option with respect to _________ shares of the Company's Common Stock.
b. For each full month after the Date of Grant, you may exercise this option for an additional _________ shares of the Company's Common Stock. You may exercise all or any unexercised portion of this option any time prior to or upon the expiration of one hundred twenty (120) months from the Date of Grant. If you do not exercise all of this option prior to or on that date, all of your rights to exercise any unexercised portion of this option will immediately terminate.
Term of Option and Vesting. (a) The Term of this Option shall commence on the Effective Date and shall terminate, unless sooner terminated by the terms of the Plan or this Agreement, at:
(i) the close of the Company's business on the day preceding the tenth anniversary of the Effective Date, if the Company is open for business on such day: or
(ii) the close of the Company's business on the next preceding day that the Company is open for business.
(b) Except as provided in (c), (d) and (e) below, all or a portion of this Option will become vested and the Option will be exercisable on April 28, 1998 only to the extent the Fair Market Value of the Common Stock meets or exceeds the Performance Targets described below. A Performance Target shall be deemed to have been met only to the extent the Fair Market Value of the Common Stock meets or exceeds the Performance Target for at least five consecutive trading business days at any time during the Performance Period. --------------------------------------------- Performance Target Amount Vested --------------------------------------------- Below $78 Option does not vest $78 33% $84 67% $91 or above 100% --------------------------------------------- The portion of the Option which shall vest at performance levels between $62 and $73 shall be determined by mathematical interpolation between the respective measuring points. Notwithstanding anything else contained herein to the contrary, the portion of the Option which shall become vested under Section (b), if any, shall be reduced by the amount which has become vested pursuant to (c) below.
(c) If the Performance Targets described above are met or exceeded during the Interim Performance Period, 50% of the amount which would have become vested in accordance with the above schedule will become vested on April 28, 1997.
(d) This Option may become vested pursuant to (b) and (c) above only if the Grantee is an active employee of the Company or a Subsidiary as of the last day of the Performance Period or the Interim Performance Period, as the case may be; provided, however, if the Company involuntarily terminates the employment of the Grantee (other than "For Cause"), the Grantee dies or terminates employment for reason of Disability, or if the Grantee voluntarily terminates employment for "Good Reason," the Option may continue to vest for such Grantee if the Performance Targets are met during the Performance Period or Interim Performance Period.
(e) If the Performance Targets are not met as of the e...
Term of Option and Vesting a. The term of this Option shall expire, and shall not be exercisable with respect to any vested shares of Common Stock hereunder as to which the Option has not been exercised, on the tenth anniversary of the date hereof as set forth under "Expiration Date" above (the "stated term"), except as such stated term may be otherwise shortened by the other provisions set forth in Paragraph 5 below. Except as otherwise provided in subparagraph (b) below, the Option shall vest in increments as follows: Date Shares Vesting Aggregate Shares Vested ---- -------------- ----------------------- April 20, 2004 162,500 162,500 July 20, 2004 44,318 206,818 October 20, 2004 44,318 251,136 January 20, 2005 44,318 295,454 April 20, 2005 44,318 339,772 July 20, 2005 44,318 384,090 October 20, 2005 44,318 428,408 January 20, 2006 44,318 472,726 April 20, 2006 44,318 517,044 July 20, 2006 44,318 561,362 October 20, 2006 44,319 605,681 January 20, 2007 44,319 650,000 Non Shareholder Approved Change in Control (Ad-Hoc Arrangements)
b. Upon the occurrence of: a Change in Control, the Option shall immediately vest in full and remain exercisable for a period of six months as to all shares of Common Stock subject thereto. Furthermore, if Company terminates Employee's employment pursuant to Section 9(E)(without "Cause") of the Employment Agreement or Employee resigns employment pursuant to Section 9(D)(1)(with "Good Reason") of the Employment Agreement, then the option shares under this Option that would have become vested on the next vesting date (had Employee still been employed on the next vesting date) shall become vested as of the Date of Termination (as defined in the Employment Agreement); and Optionee shall have the period specified in Paragraph 5.a. below to exercise this Option with respect to the vested option shares.
Term of Option and Vesting. The Option shall continue for a term commencing on the date hereof and ending at 5:00 p.m. Eastern Time on ________________ ("Termination Date"), unless sooner terminated as provided in Section 5. Subject to the other terms and conditions set forth in this Agreement, including without limitation Sections 6 and 7 hereof, the Option shall vest and Optionee shall have the right to exercise the Option as follows:
Term of Option and Vesting. The term of the Option shall be from the Date of Grant through the Expiration Date set forth on the preceding cover page ("Term") and, subject to the terms and provisions hereof and the Plan, the Option shall vest and Optionee may exercise the Option as follows:
Term of Option and Vesting. Subject to the provisions of Sections 5 and 6 below, you may exercise this option at any time during a period of 36 months (3 Years) from the Date of Grant in accordance with the following schedule:
Term of Option and Vesting a. The term of this Option shall expire, and shall not be exercisable with respect to any vested shares of Common Stock hereunder as to which the Option has not been exercised, on the tenth anniversary of the date hereof (the "stated term"), except as such stated term may be otherwise shortened by the other provisions set forth in Paragraph 5 below. Except as otherwise provided in subparagraph (b) below, the Option shall vest in increments as follows: Date Percent Vested ---- -------------- First anniversary of Effective Date 50% 90 days after first anniversary of Effective Date 62.5% 180 days after first anniversary of Effective Date 75.0% 270 days after first anniversary of Effective Date 87.5% Second anniversary of Effective Date 100.0%
b. Upon the earliest to occur of: (i) a Change in Control; (ii) the Optionee's employment with the Company or Material Subsidiary is terminated without Cause; or (iii) Optionee terminates his employment with the Company or Material Subsidiary for Good Reason (such three events each being an "Accelerated Vesting Event"), the Option shall immediately vest in full and remain exercisable for a period of (a) two years as to all shares of Common Stock subject thereto with respect to the occurrence of an event referred to in (i) or (iii) above, or (b) six months as to all shares of Common Stock subject thereto with respect to the occurrence of an event referred to in (ii) above.
Term of Option and Vesting. The Option shall continue for a term commencing on the Grant Date and ending at 5:00 p.m. Eastern Time on September 30, 2009 ("Termination Date"), unless sooner terminated as provided in Section 5. Subject to the other terms and conditions set forth in this Agreement, including without limitation Section 6 hereof, the Option shall vest and Optionee shall have the right to exercise the Option as follows:
Term of Option and Vesting. The Option shall continue for a term commencing on the date hereof and ending at 5:00 p.m. Eastern Time on September 2, 2009 ("Termination Date"), unless sooner terminated as provided in Section 5. Subject to the other terms and conditions set forth
